The downpour came on suddenly; it was so heavy I could hardly see the
road. I really wasn't surprised; lightning had been dancing through the
distant sky for about an hour already. I was in the mountains of
Northern California in my Dad's old brown, beat up, `82 Chevy pickup.
Luckily it was about 2 am early Saturday morning so traffic through
those tight mountain curves was almost non-existent. I was coming down
from a little town nestled among the redwoods on the coast. It was a
beautiful place, but I couldn't bear to live there anymore.

I was twenty-five and leaving the only home I'd ever known. I had grown
up there, the only child of a widowed father. Mom had died when I was
three and I hardly remembered her. Our family was just Dad and I; no
aunts or uncles and the grandparents on both sides lived on the East
Coast. Dad was a handsome devil with a great smile, hazel eyes and a
beautiful golden beard. He'd occasionally have a girlfriend, but Dad
never seemed to be able to keep them for very long. He was too
withdrawn since mom's death and they couldn't seem to break through the
emotional barriers he'd set up.

Dad was a mechanic and worked on trucks for a local company, he made
good money and worked overtime a lot. He always seemed to have time for
my football games and wrestling matches though. He always supported me,
win or lose. His tall muscular stature and endurance were legacies he
passed on to me and were part of my athletic success. I discovered I
was already furrier than most of the guys my age and fairly well built.
My body and face fur, honey-brown hair and eye color were gifts I had
Dad to thank for too.

Small towns being what they are, even in California, I never let on how
I felt about the big furry guys that were Dad's friends. I secretly
lusted after those men that came over occasionally for a beer or two and
to shoot pool with Dad after work. I knew I was different at an early
age and when I discovered jacking off, those men were regular features
of my fantasies. I was straight acting and never let on how I felt.
When they'd tousle my hair, tickle me or pick me up and hug me, I'd
protest like any other kid my age, but I secretly, I craved their
attention. They had no idea how I felt, how thrilled I was to have them
rough house with me. The bonus though was that, since they never
suspected anything, I got to hang out with all of my Dad's trucker
buddies when they'd play cards at our place. They taught me how to play
poker. I got to sit in on all the dirty jokes and cussing. Dad didn't
mind; I guess he figured that I was getting a first hand look at what
men were when they were not in polite company. I got to see those big
furry Bears relaxed and exhibiting their natural behavior: smoking
cigars, drinking beer, telling lies and enjoying each other's company.
I was in Bear Cub heaven.

The other problem with small towns is there just isn't enough work to go
around sometimes. Dad put me through college with the fund he had set
up for me before my birth. I graduated with a BA in computer
engineering, but there just wasn't work in that field available up
there. I suppose I could have found work on a fishing boat or in the
garage where Dad worked and stayed where I was, but Dad insisted that I
do something more with my life. He wanted my life to be better than his
was. He wanted me to have a nicer house, a better car and more in my
bank account than he had. Dad was very proud of me and didn't want me
to waste my life laboring it away so I wasn't to worry about leaving him
alone; he'd be fine.

I remember the night I told him, with great fear of being disowned that
I was gay. He blinked, puffed on his pipe and said nothing for awhile.
My heart pounded and my palms were sweating. Then he got up and wrapped
his big strong arms around me, hugging me tight. He told me that it
made no difference which sex I preferred, the only important thing was
love and that he loved me more than anyone. Dad said I was his son and
nothing could change how he felt for me. I started to cry. Years of
emotional weight were lifted by a few simple words from the man I'd
loved since I was old enough to have memories. We sat and talked over a
few beers and he told me that he had suspected that I liked men for some
time. He had caught the way I looked at his buddies and noticed that I
was especially excited on game nights when his friends were over. I
asked if any of them suspected too. He said only one, Rich. But, Rich
was also gay and the other guys had no idea he was. Rich had finally
told Dad after he'd refused the invitation to poker night for about the
tenth time. Rich was surprised that Dad didn't stop being friends with
him. After that he started showing up for poker night. I'd always
liked Rich in particular and now I knew why I had. We were up for hours
and that night I went to bed happier than I could ever remember being.

Three months later, Dad died of a massive heart attack. He was well
liked and his funeral well attended. His buddies offered me work, they
were genuinely concerned for me. I thanked them and told them not to
worry, I had prospects in the Bay Area, but if they didn't pan out I'd
ask for help. I was numb. The only family I had was gone; my world had
become grey. I knew there was nothing for me in that town anymore. I
decided to put the place up for sale as soon as I got a job down south.
Six months later, I had an offer from a Silicon Valley firm and a friend
from college in Sunnyvale said I could stay at his place while I
interviewed for the position. I was going to have to be at the
interview early Monday morning.

Well, that's why I was in the mountains.
What happened next was the best possible thing that could have ever
happened. The truck broke down.

I checked the gas; that wasn't the problem. I was a whiz when it came
to computer programming; mechanical devices were a completely different
kind of magic. None of Dad's arcane knowledge and skills had rubbed off
on me. So there I was: stranded at 2:30 or so in the middle of the
night in an area where towns were tiny little things nestled into the
nooks provided by the mountains. Unfortunately, those little towns also
close up when the sun goes down. But, perhaps I could persuade someone
to let me make a phone call and wait in a barn or out building.
Hopefully, I wouldn't be greeted at the business end of a shotgun.

I thought I'd seen a sign a little way back giving the mileage to the
next town. I was pretty sure it had read about two or three miles to
the town and my truck had puttered to a stop a mile or so after the
sign. At least I hoped it had been a mile or so, it would make my walk
in this cold driving rain, without rain gear, a bit shorter. Luckily
I'd stopped somewhere in the middle of a fairly straight section of the
road and the truck could be seen for a good distance. I set the hazard
lights, pulled the keys, put on my light colored summer jacket, got out
of the truck, locked up my belongings and started walking as far from
the road on the shoulder as I could manage. Three seconds after I
stepped out of the truck, I was soaked to the skin. I walked in the
hopes that someone would drive by, but I knew that was highly unlikely.
The rain let up about thirty minutes or so after I had started my little
adventure. The clouds cleared away and it got even colder than it had
been, especially since I was wet. My teeth were chattering. I walked
for an hour or so without a single car passing me. I took a side road
and came to the small town indicated by the road sign I'd seen; it was
really just a wide spot in the road with a gas station, post office,
diner and small country store.

They were all fairly well kept, not
rundown like you might expect from isolated mountain towns. There are
no twenty-four hour anythings in places like this. The combination gas
station-garage was closed, big surprise! It looked like a very well
preserved and maintained 30's era gas station. The pumps were modern,
but other than that, it was a classic example of the buildings of that
time period, right down to the full service sign, a rarity nowadays. It
was closed, but the house up the hillside from it had a light on and
smoke coming out of the chimney. I stood there freezing, debating with
myself on the wisdom of approaching a stranger's house in the early
hours of the morning. Visions of that loaded shotgun loomed large in my
imagination, but I was sure I'd be frozen solid before dawn. I resolved
to approach the house.

As I walked up the neatly paved stairs that led up to the house, I
noticed how well landscaped everything was. It looked natural, not
contrived and used plants that grew in the area, but you could tell that
the boulders and plants had been arranged. I got up to the house, a
nice big log cabin with out buildings and a satellite dish. I heard the
sound of a TV so I knocked on the door, shivering uncontrollably. I
heard a growled, yet friendly sounding bellow, "Jus' a minit." His
voice sounded odd in a way I couldn't put my finger on. Three to five
minutes later the porch light came on. Here I was, interrupting this
man's TV show in the middle of the night. I already felt that I was
inconveniencing this stranger.

The Beast that answered the door was right out of one of my wet dreams.
He stood 6'6" or so, wearing apparently nothing but a pair of overalls,
no shirt and was puffing on a fat cigar. His torso was thickly COVERED
in fur! He looked to be 50 to 55 years old, but he was very muscular
with a nice round beer belly. Mountain life must have kept him in good
shape! He had to be close to 400 lbs. and most of it solid Bear meat!
He looked me over; I was shivering and soaking wet. "Son, you'd bedder
get yourself inside afore you freeze your balls off!" he said in a
gruffly concerned tone. "It ain't a fit night out for man nor beast.
My name's Dave an' you're welcome in my home." he finished. "I'm
Barry," I said. "Well, it's nice to meet you Barry, now get you frozen
butt inside." he said with a chuckle. I stepped inside to incredible
warmth of both atmosphere and temperature. The man gently put his big
warm hand on my shoulder as I entered and he shut the door behind us.

"Get on over to the fire an' warm yourself up afore you catch cold." he
gently commanded. The inside of the house was beautiful. It was neat,
roomy and rustically furnished. There was an enormous fireplace on one
of the walls with what I would've called a small bonfire blazing merrily
away. The floors were made of solid oak. All of the furniture looked
sturdy enough to hold an elephant and I noticed a real Bearskin draped
over the couch. I noticed that his big overstuffed easy chair was made
of genuine leather and well worn. Beside it there was a small table
with both a cigar humidor, a pipe stand with several pipes and a tobacco
pouch. Dave was obviously a connoisseur of fine tobacco. Against
another wall, a big screen TV was playing "The Wolfman" with Lon Chaney
Jr. on the late night movies.

Before I could turn around, the giant had vanished down a hall. I had
moved over to the wide granite hearth and started warming myself. I was
startled when I felt a large soft down blanket wrapped around me from
behind. It had a distinct musk smell to it and I guessed he had pulled
it off of his own bed. It was a nice comforting smell: man scent, pipe
smoke and cigars. Dave had returned and either I was distracted by the
sheer pleasure of being warm again or he moved damned silently for such
a big man. He turned off the TV, drug a large rocking chair over for me
and a stool for himself and handed me the large beer mug of the warm
sweet, spiced, alcoholic beverage he'd been drinking from. "You drink
that down now, get some warmth in you. It's honey wine an' some pie
spices. It's called mead an' it'll fix you right up!" There was a
pause as he took a couple of puffs on his cigar. "Now, what, happened,
Son an' how can I help." He spoke around his cigar with a deep resonant
voice that had a slight gravelly sound to it. The sound of his voice
alone was giving me a hard-on and I was glad that the comforter covered
that particular part of my anatomy.

I now could see in the bright glow of the huge fire just how beautiful
this man really was. He was an Ursine God! He was a composite of
everything I found attractive in a man and he seemed genuinely nice as
well! His eyes were a rich brown; his hair was also brown with red
highlights, as was his beard. He had silver scattered through all of it
and on his chin was a patch of pure silver that covered the area beneath
his mouth. His torso was covered in thick dark brown fur also peppered
with silver strands. Fur grew all the way around his neck and he didn't
shave it in front so it joined with his beard and continued down into
his chest fur. His fur also ran all the way from his neck to his hands
and it partly obscured a beautiful tattoo of a Grizzly Bear on his right
shoulder and Bear's paw print on his left upper arm. His fingers were
meaty, long and furry and had a little grease under the fingernails.
Before me sat a genuine, full pelted, California Bear!

"Well," I said, after sipping on the huge mug he had given me, "my
pickup broke down a few miles up the road and with as narrow as the road
is, I was afraid to stay in it overnight." "That was pretty smart of
you son," he growled "sometimes those loggin' trucks come `round them
curves a bit too fast an' afore they can stop, they've crushed someone's
broke down car like a beer can. You're real lucky, son, `cause I jus'
happen to own an' operate the garage down the hill." He smiled broadly
and refilled my mug from a copper kettle he had near the fire. "Now you
jus' sit tight here by the fire an' get warm. I'll go fire up the tow
truck an' go get your pickup." He threw four more logs on the fire and
the smell of pine was wonderful. "I don't have much..." I started and
he cut me off. "Son, you're broke down, miles away from home an' half
froze to death. I ain't takin' no money for an act of kindness. I'm
helpin' you out an' that's final, no charge!" The drink, fire and the
kindness this man was showing me warmed my soul. "'Sides, son, I got
all I want an' with the station runnin' I got more `n enough money.
Especially with the price I charge for gas." He smiled. I looked into
his big brown eyes and fell in love. But I was not going to let him
know that, all I needed was a pissed off Grizzly pounding me into the
dirt because he didn't like fags. "You said it was three miles up the
road: left or right from here?" He indicated as he spoke. I paused for
a second, thinking briefly from what direction I'd come and reoriented
myself. Finally I said, "Right." "'S it locked?" he asked. "Yes,
here's the keys." I put the keys in his huge paw. He pulled on a jacket
and his boots as he spoke around his cigar "I'll be back in awhile." He
smiled and winked. "You sit there an' get warm. If you get hungry,
there's some ham in the ice box and blackberry pie on the kitchen table.
There's some vanilla ice cream to go with it in the freezer. Help
yourself..." he puffed on his cigar "an' drink some more mead, you need
to get warm inside too." Then he was out the door. A few minutes later
I heard him start the tow truck. I poured some more warm spiced mead
for myself, wrapped myself in his comforter and sniffed long and deep
the wonderful scents it held. I was just thinking about getting up for
some ham and then I went cold.

Fear gripped my heart and it pounded in my chest. I broke out in a cold
sweat and the room seemed to go dark. I started trembling and my
stomach felt like it had been tied into knots. I had just remembered
that I'd left a couple of issues of "U.S. Magazine" on my floorboards on
the passenger side and in the excitement I'd forgotten about them.
"U.S. (Ursine Stud) Magazine" was my favorite Bear magazine. It
routinely featured big, heavily furred, blue collar Bears. I'd been
very secretive about my preferences in sexual icons up until now. "U.S.
Magazine" came to my post office box, once a month without fail, in a
plain wrapper with no logos, name or return address. Now years of
secrecy and a perfect cover were going to be blown. If this huge
Grizzly was into gay bashing and wanted to "Kill a faggot", nobody knew
I was here and probably never would. He could commit the perfect murder
at what was now 4:13 in the morning by the grandfather clock by the
door. My thoughts had become steeped in paranoia over the years and not
unjustifiably so. One of the kids I'd gone to high school with had been
severely beaten, almost to death, because he had admitted to being gay.
He wouldn't press charges, even though he could have and they would have
locked those bastards away. Instead, he and his family moved as soon as
he was out of the hospital. I guess they were afraid of what those
fuckers would do when they got out.

This huge Beast of a man wouldn't even need a weapon, he could snap my
neck in those powerful hands with ease and there wouldn't be much I
could do about it. "Calm, down." I thought. "This is the end of the
20th century and the beginning of a new millennium, that kind of bigotry
is fading fast." The cynical little voice in the back of my head spoke
up in the cold hushed tones of paranoia. "But THIS guy is around 50 to
55 or so. He grew up in the bad old days when fags lived out their
lives in the closet and knew to stay there. They were easy game and fun
to beat up! God only knew what religious dogma might have been preached
to this guy and how he felt toward gay men because of it."
Around 5:00 I heard the truck pull up and a door slam. I went to the
door and looked down at the huge man coming up the steps. In his right
hand he carried my clothes bag and shaving kit. In the other he carried
what I knew were the magazines. He had found them! When he got to the
door, there was a strange look on his face. "We gotta talk." He said
gruffly as he passed me going through the door. He dropped my clothes
bag and kit by the door. As I shut the door and he motioned me to sit
in the rocker as he sat back down on the stool he'd used before. He
took off his boots and socks setting them by the fire. He sat with his
legs spread apart for more stability. There was a pause as he stared
into my eyes with great intensity, puffing on a fresh cigar. He held the
magazines in front of him looking down at them, flipping through the
pages. I fidgeted a bit and he looked up at me.

"Am I to unerstan' by these here porno mags that you like guys... guys
like me?" he said in a soft growl. "'Cause the guys in these here
magazines LOOK like me. Do you wanna get fucked by men, son?"
"Well..." I started and he interrupted "I ain't finished, son." he said
a little louder. "By theses do I unerstan' that you want to be with big
ol' fat guys? You like big guys with lots of fur all over `em... with
big ol' dicks... an' beer bellies... Bearmen?" There was a long pause
and I contemplated my fate with this angry Bear. He squinted. "You
like me, son?" he growled lowly around the cigar, his icy stare holding
me transfixed. "You like the way I look? You gay, son? One of `em
Cubs, like in these here magazines? You want me to fuck you, son?"
There was a long pause; I was still caught in his consuming stare.
"Well," he growled loud enough to make me jump "answer me, son!" I just
knew this man was going to kill me. He was going to chop me into little
pieces and bury me under one of those huge boulders outside. He
obviously hated fags, but there was no point in lying now. I may as
well die outside of the confines of the closet I had lived in for most
of my life.

"Y-Yes... to everything you said." I said in a low whisper, tears
standing in my eyes. "I like furry Bearmen. Especially older men, like
you." The last of that was almost inaudible, but he heard it.
He leaned back, puffed on his cigar, shuffled through the magazines and
then put them on the floor. He placed his huge furry hands on his
thighs. He regarded me through squinted eyes, his head cocked slightly.
"Well," he said coldly "I got my own way of dealing with the likes of
you." Slowly he stood up. Here it was. He was getting up to strangle
me to death; my heart was beating fast. I, briefly, entertained
thoughts of knocking him over and bolting for the door and realized
instantly how pointless that would be. He took off his jacket and
without breaking eye contact placed it on the stool behind him. I could
see the muscle under his fur ripple across his chest. His arms where
huge and powerful. He glared and cracked his knuckles. He took a deep
drag on his cigar and let it out slowly through his nose. He moved his
hands to the clasps of his overall suspenders on his chest. He took a
step forward and was now towering over me with menacing bulk. I wanted
to run, but like the deer, frozen by the poacher's flashlight. I
couldn't move beneath his stare, I was completely focused on his eyes.
"Yep, I'm gonna show you exactly how I deal with your kind." He smiled
wickedly.

The next thing I knew, He was standing before me naked. His enormous
dick bobbing up and down, sticking straight out before my face, oozing
pre-cum. He must have been getting really hard while he talked and I
didn't notice because I was focused on his eyes. He stepped out of the
overalls bunched up around his feet. He must have undone the clasps
while I was transfixed on his stare and making peace with my maker.
"You're one brave Cub an' I reward bravery. Not many men would have
admitted what you have in the face of a possible beatin'. You make me
proud, son. You go on an' grab yourself a big ol' hunk of prime Bear
meat, Cub." He said with a lusty growl. My mind was going into
overload. Before me was quite possibly the largest cock I'd ever seen!
It was thick and crisscrossed with bulging blue veins. It belonged on
an animal. He had to be a foot long and three inches wide. I couldn't
remember seeing a cock that big in all of the gay mags I'd ever bought
or thumbed through. He WAS an ursine God! He was covered from head to
toe in fur, muscle and fat.

"Wake up son!" he said with a chuckle and I came out of my daze "You got
that pretty mouth of yours open for me to piss in or what?" My mouth
snapped shut and he chuckled even more. "Go on, son, grab it! It won't
bite... but I might." He smiled down at me. I was in a trance and all
I could say as I reached out and took hold of his huge hot prick was, "I
love you." "I love you too, son." he said softly "Loved you as soon as
I saw you, but I thought you were a regular guy an' didn't wanna let
on." I was harder than iron and trembling all over with excitement and
this Bear had just told me he loved me.

"There's somethin' I have to show you, son, afore we can go any farther
an' I don't want you to get scared. I want to give you a choice `bout
somethin' that could affect everythin' `bout you. I think it's your
right to know afore hand what you could be getting' into. So, I want
you to put one of my balls in each hand like you're cradlin' eggs." I
did as he asked, a bit puzzled as I did so. His sack was covered in
fur, like the rest of him and his balls WERE about the size of medium
eggs. "Now you got me by the balls, son. You hold on to `em no matter
what you see or how scared you get. Remember, I trust you enough to
give you somethin' real precious to me, jus' so's you'd know that you
can trust me not to hurt you. You unerstan'?" I nodded, but I really
didn't understand.

"First I'm gonna explain what it is I am an' how I came to be like this.
Then, I'm gonna do somethin' that might scare you a bit, but you don't
need to worry none. I want you to listen up an' wait to ask questions
later. OK? When I'm finished, you can ask questions an' make up your
mind. Even if your answer is no, we can have sex anyway if I use a
rubber, an' it won't affect you none. OK?" I nodded mutely, now I was
thoroughly puzzled. "Good!" he growled. He reached down to caress my
face with his big rough hand, smiled and puffed on his cigar again. The
touch of his hand sent thrills through me. With a far away look in his
eye and a touch of sadness in his voice, he began.

"Many years ago, I moved up here. I was real young an' back then gay
men got the piss beat out of `em in places like this, if they were
lucky. If not, they got beat to death an' no one said nothin' `bout it
after. If you think you're the first young man to fall beard over boots
in love with a big ol' Grizzly Bear, you got another think comin'. I
fell in love with the Bear who owned the then blacksmith shop down the
hill. I rebuilt it years later as a gas station in the 30's `cause
wagons were on the way out, even in parts like this. I kept the smithy;
I jus' moved it up the hill a ways an' I still use it for folks that
raise horses. It holds fond mem'rys."

Something passed over his expression briefly; he looked away for a
moment and wiped his eyes. Then he continued. "Well, son, his name was
Josh. We made love three days after we met. He was a real handsome
Bear, covered like me, `cept in black an' sliver fur. As I lay there,
that night, this hot Bearman atop me an' taking my virginity, humpin'
away, he began changin' into a Bear for real. `Cept he didn't change
completely. He still had human hands with fur an' claws, he could walk
on two legs an' he could talk in that shape. The only way you could tell
he wasn't a natural born Bear when he changed all the way was by the
look in his eyes. That an' he could growl out a few words you could
unerstan' if you listened."

"Anyways, gettin' back to it, there I was, my first time with any man
an' him a Werebear to boot! I was yellin' my fool head off from fright
an' pain with that ol' Werebear's big dick in me. He quieted me down
an' I started relaxin'. I was lettin' him in an' tryin' to convince my
guts not to fight it. He moved his muzzle down an' I threw my caution
away. If he was gonna eat me, there weren't much I could do about it.
We kissed an' I felt a thrill go through me. I came all over myself an'
that was all it took for him. It seemed like he was pumpin' his seed
into me by the quart. He was fuckin' me hard an' I felt like he was
gonna split me apart. Either that or stab me to death with is dick. It
hurt like Hell, but it started feelin' good too."

"Later, after I had calmed down an' we were spoonin', with me in his big
furry arms, he told me that I'd be makin' the change soon: `bout four
months an' I'd be jus' like him. Said that, since he had mated with me,
we were bound to each other. He asked me if I resented bein' changed
without warnin'. I said that at first I was afraid, but the more I
thought `bout it the better I felt knowin' I was gonna be like him.
When I felt his warmth go through me, felt his power an' felt how much
he loved me; I was glad to be changin'. I didn't know why, but it felt
right to be his mate, like it was what I was `sposed to be. I could
jus' imagine how good it would feel to be covered in fur an' I was real
GLAD he had chosen me."

"As we lay there I told him I was excited `bout what was goin' to happen
an' that I couldn't wait. He told me that changin' wasn't so good at
first. It took a year or so for your body to get used to changin' so's
it didn't hurt anymore when you did it. Said, the day after I'd be real
sore, but that would be less an' less as the year went by. Said he
could tell that I was right for the change when he met me, but that not
every man was. Bearmen, an' Werebeasts in general, are rare because not
every man would take to it well. Those that aren't right for it usually
turn out bad or kill themselves because they become unhappy with what
they've become. More often `n not they use their new body jus' to get
what they want an' aren't `fraid to hurt or kill to do it."

"Josh had been changed by a big ol' Mountain Man Werebear named Sam back
in the mid 1800's, but they weren't mates; their love wasn't that deep.
Josh'd come out west to find his fortune an' was panin' for gold when he
met the ol' Bear. He'd fallen in love with him as quickly as I'd fallen
in love with Josh... as quickly as you have fallen in love with me an'
me with you. Sam was happy for the us both an' relieved that he
wouldn't have Josh taggin' along ever'where after him. For awhile the
three of us lived together, but Sam always was one for rovin' an' Josh
an' me were homebodies. I see Sam once every five years or so, he's
still wanderin' around out there in the woods somewhere. I love Sam an'
we have a great time drinkin' beer, smokin' cigars and playin' around,
but Sam an' I aren't mates neither. Most people think he's a bum, but
with as much as he's squirreled away over the years, he's prob'ly richer
than them that's lookin' down their nose at him. I've thought `bout it
for a long time an' I think we know right away if we meet our mate.
There's been lots of men come through here an' only a few of `em
could've been Werebears. All of `em have been straight, until now. But
still I felt a kinship with `em an' I think they felt it too. I thought
about offerin' a couple of `em the change, `cause I can change `em
through a blood exchange or a bite, but I always held back."

"Josh told me that Bearmen healed real fast an' didn't hardly get sick
at all. That's prob'ly why Bearmen live so long: no cancer, no
Alzheimer's, no heart attacks. We jus' keep goin' `til we die of old
age. Sam told me one time that he could remember comin' over an'
settlin' in New Amsterdam. That was a long time ago, an' he was already
a hundr'd or so years old when he came over from Germany. He'd moved on
an' changed his name a half dozen times by the time Josh met him." "In
the next four months, after my first time, I changed fast an' ate like
there was no tomorrow. Josh bought what he could an' we took TWO wagons
to get supplies. The nearest place to get provisions was a week away,
round trip. He an' I also hunted quite a bit. I kept my Papa pretty
busy feedin' me. I grew almos' as tall as I am now an' I got jus' `bout
as furry."

"I quickly discovered that a Bearman's beard grows so fast that it don't
make no sense to shave. We get five o'clock shadow at ten in he mornin'
an' it grows all over your face an' neck as you can see." He chuckled,
scratched his beard and chest, took another long drag on his cigar and
let it out slowly through his nose. "Yep, my face sprouted overnight.
Two months after I'd first had Bear cock, I had a nice thick beard an' I
was pleased as punch with what was happenin' to the rest me. I was
horny all the time now an' even Josh found it hard to keep up with a
Cub. Said he'd created a monster. Said after a couple of years I'd calm
down an' wouldn't be a "walkin' erection" that always made me laugh.
The las' things to develop was my maleness an' after I became a Bear the
first time, I grew to my full size. I can still remember the mornin'
after the first changin'. I was sore as Hell, but I didn't care, `cause
I looked down at twelve inches of thick Bear meat growin' from my
loins."

"Josh an' I lived happily together in this little town for fifty-five
years an' no one cared... course that's `cause there was only twenty or
so of us in the town. Every one of `em a Bearman. Most of `em have
moved up north into the wilds of Canada now. I see `em every once in
awhile. All of `em that's left I see most every day an' they've been
real good to me." He paused and smiled, but it was touched by sadness.
"Rusty an' John run the store, Alan an' Bob run the diner an' Joe runs
the post office with Bill keepin' him out of trouble. They know how much
I miss Josh an' share my bed when I'm real lonely. They all make me
very happy an' keep me from bein' more lonesome than I could be.
They're here an' I'm glad they are `cause I love `em all... but Josh
isn't anymore. There's no mate for me." A tear rolled down Dave's
cheek.

"Josh died thirty three years ago come this September. I think I miss
him more at times like this, `cause he died on a night in the middle of
a storm. He was goin' down to the garage to get somethin'. I never did
hear what, I was busy in the kitchen. He got half way down an'
lightning struck a tree. Half of it fell on him. I went lookin' for
him after `bout thirty minutes an' found him lyin' there. I shifted an'
easily moved the tree, but he was dead. We Bearmen are tough an' heal
fast, but a crushed neck an' backbone an' busted up insides don't heal
fast enough. I tried breathin' life into him: course I was delirious.
He jus' lay there. I sat there, with him in my arms until dawn. I
cried until nothin' more would come an' it rained the entire time. It
was still rainin' when we buried him."

"After that, I came close to killin' myself two or three times, but the
ways I used weren't as effective on my new body as they would be on a
human. I guess that was a good thing. Allow'd the guys time to figger
out that they needed to keep me chained up. Had a Hell of a time tryin'
to figger out what kinda restraints to use an' each time I'd get loose,
I'd try again. I even tried starvin' myself, but Werebears jus' go into
hibernation when that happens an' they fed me careful like while I
slept. Seems I was the first they'd known who actually tried to do
myself in. They kept me chained for `bout a year in the basement of the
store `til I finally decided I wanted to live an' convinced `em I didn't
want to end it."

There was a stretch of time, five or so minutes, in which he just hung
his head and silently cried.
I felt powerless to help him, so I dutifully held the big man's balls
and cried for him myself.

"Well," he said as he wiped his eyes, sniffled and threw the butt of his
cigar into the fire "That's my story, you got a Bear by the balls in
more `n one way, son. So now I'm gonna show you what it is I change
into so's you believe what I jus' told you." He smiled down at me with
bloodshot eyes. I smiled back at him, tears in my eyes from what I felt
for him and for what this gentle man had lived through. I gently
squeezed his balls and kissed them. He grunted and the huge penis that
had gone soft while he told me his tale started becoming hard again.
"You ain't got nothin' to be `fraid of, son." "I know." I whispered.
With that, this gorgeous man underwent an amazing transformation, one
that I found incredibly erotic. I was already oozing pre-cum like I had
a leak and watching Dave's huge body stretch even larger, as he
transformed made me even more horny. I could smell his musk intensify
as he changed, the scent was heady and made me dizzy with lust. I was
so turned on I barely noticed as I shot my load on his right leg; as the
appendage was rapidly becoming furrier and more ursine. I felt fur grow
all on his thighs with the backs of my hands. His balls became covered
in the softer under fur like the fur on his belly. He grew taller and
his cock and balls grew even larger. Not much larger, but I did feel
them expand in my hands and his already fully erect cock grew about
another half of an inch longer and as much in girth. I leaned back to
watch the rest of him change. I watched as his face grew into a Bear's
muzzle, his beautiful beard was absorbed by Bear fur. His muzzle had a
cute silver patch where his chin would be when human. His ears grew
larger, rounding into a Bear's furry ears, as they shifted position on
his head. His body loomed over me; he stooped slightly as his shoulders
shifted forward a bit. His arms were becoming partly forelegs and
lengthened a bit, but still remained arms. They moved slightly together
as a result of the repositioning of his shoulders. The arms ended in
clawed hand-paws now. His legs shortened slightly and though I couldn't
see it from my position, I later found the little fat stub of a tail he
had grown. His body was well on its way to being completely covered in
fur when his prostate, growing much larger than is normal for a human,
shot out pre-cum because of the pressure exerted on its interior. I was
looking up into his face when it happened. His cock was standing up
straight, almost touching his belly fur. The Bear nectar arced and
landed all over my nose and right cheek. He chuckled, "That always
happens when I get horny afore the change. It builds up in me an'
changin' squeezes it out like toothpaste from a tube." He grinned
wickedly, he KNEW that would happen. "I don't mind at all. Shoot some
more on me." I said and began licking it off as it trickled down to my
mouth. He growl-chuckled.

A moment or so later he stopped changing. Standing before me was 8
feet of grade `A' prime Bear. Forget the guys in the magazines, this
beast was a dream in the flesh. Dave was a walking legend, a wonderful
creature out of myth. The most beautiful Ursine Stud in the world! He
stretched his muscular bulk, taking pleasure in his new form and then he
looked down into my eyes.

"Well, son, this is me. This is what I am an' it's the way I like to be
most of the time when I'm jus' sittin' around here. This is how I
looked afore I came to the door tonight. I could go further an'
completely change into a Bear, but I couldn't talk much an' I'd have
trouble thinkin' `zactly like humans do. Now you know why I wear jus'
overalls; quick on an' quicker off! If I decide to change I can strip
down to nothin' afore the fur starts sproutin'." There was a long pause
"You got me by the balls, son. What do you want to do?"

There was another pause as I thought about what he meant and how my life
could possibly change. I was lost in thought and was not paying
attention as he spoke. I started coming back in the middle of one of
his sentences. "...don't want to be like this, do you? An' you prob'ly
don't wanna fuck neither. I'll unerstan' if you don't, I'm an animal an
you're not an' you prob'ly think makin' love with a Bear is sick an'
perver..."

"NO!... I mean, Yes!," I interrupted, coming out of my daze, "Of course
I want to make love with you, I... love you. I want to be your mate. I
want to spend the rest of my life with you. I'd be GLAD to be like
you!" This big brute half way thought I was going to reject him. "I'd
be one stupid son of a bitch to turn you away and you're a silly ol'
Bear to even think I might!" His face took on an odd expression that
only a half man-half Bear can make. I have since learned that it was an
outward expression of Dave's love for me.

The next thing I knew, I was lifted roughly off of the floor. I was in
his arms being hugged tightly with his long Bear tongue down my throat.
I struggled to break away. "I can't breathe, you're crushing me." I
sputtered. He got a scolded puppy look on his face and muttered,
"Sorry, I forget sometimes how strong I am an' how delicate humans are."
His Bear hug loosened. "I'm gonna take you into my `Den'; my private
space." He growled hungrily.

He put an arm under my knees and repositioned me. I threw an arm around
his thick neck and he carried me to his bed and gently lowered me into
it. He removed my damp clothing and started running his paws all over
my body, taking pleasure in exploring me. His fur against my skin drove
me wild and made me grunt with impatience. I was so hard it hurt and so
horny, I wanted to cum then and there. Every time his fur touched my
cock, I thought I was going to shoot. "Calm down, son." he growl-
chuckled, "We'll both get our rocks off afore too long."

With that, he reached over to the nightstand and retrieved a bottle. He
poured a red, scented oil on my chest and filled my navel so he'd have a
well to draw from. The scent of berries filled my nostrils. Gently, he
started rubbing the oil into the fur on my chest and moved out from
there to my whole body, grunting lustily as he did so.

"Gotta get you all relaxed an' flavored up afore I can eat you!" He
chuckled at that. He poured more oil on me just above my pubic hair and
started rubbing my crotch, massaging my balls and then my oozing cock,
mixing my pre-cum with the berry oil. His claws sent thrills through me
as they scraped gently against my cock. "Now it's time for dessert...
tonight I'm havin' a Cub Berry Popsicle!" he chuckled again. Suddenly,
my entire length was in his muzzle. I gasped at the sudden pleasure of
having my entire cock worked over by a long, rough, talented tongue in
such a deep mouth. He came off of me for a second, "You taste REAL
good, son. Real sweet!" With that he was back, sucking on me like my
cock was a straw and my balls were a thick shake. He made a unique
sound that I finally recognized from a documentary I'd seen on Bears; he
sounded just like a nursing cub. It was one of those sounds that only a
Bear could make and I found it strangely soothing. It was the first
time I had EVER had a blow job and I was in heaven. I had never
experienced this and couldn't the same way with a human. I had to keep
from cuming too fast, I wanted this to go on and on. Dave gently pulled
on my balls when I started getting too close. He worked my dick over,
keeping me on the edge of orgasm. He'd put my balls in his mouth and
worked them until he felt them starting to contract, then he'd gently
pull them down again, this time with his huge canines! He rolled my
dick around in that cavernous maw of his and nibbled on my cock head. I
wanted to shoot my load. I wanted to empty myself, all of me, into his
body. I wanted to fuse my being completely with his.

Finally, he roared with his muzzle clamped around my dick; the
vibrations were incredible! At that point, I lost it. My body went
into spasms as I pumped his mouth full of Cub cum. When I came back to
my senses, I noticed I was pulling his head into my pelvis trying to
force myself further down into his throat, trying to unite myself with
this fantastic animal. He slowly sucked my still stiff dick until he
was sure nothing more was forthcoming and I was soft.

He then changed back into his human form mostly. "For what I gotta do
next, claws get in the way. You ever had a man up inside of you afore,
Barry?" "No," I replied, "I've never been with a man at all... nor
with a woman." I added with a smile. "Well, well, well... I'm your
first!" His lust filled grin made me shiver with excitement, what would
this hungry bear do to me? "Well I'll be damned... I bet you hoped to
have a Bearman the first time, but prob'ly never figgered on havin' a
REAL Bearman! I'm `bout the luckiest fuckin' Werebear alive!" "I'm
fuckin' lucky to have Werebear for my first." I said, looking into his
warm brown eyes.

He grinned a huge kid-like grin. If his beard didn't cover most of his
face and the fine Bear fur wasn't covering the rest, I'd probably have
seen him blush. He lifted my buttocks and dribbled oil on my anus.
Then he covered his thick furry fingers in the sweet elixir. "This is
gonna hurt an' there's no way around it. I'm gonna take my time an' do
all I can to make it as easy as possible on you, but if I don't work
your hole first, your first time would be Hell! I'm so big, I'd
probably tear somethin' an' I don't wanna do that."

Slowly and with incredible loving care he began to insert fingers into
my hole. I winced a bit, but I didn't make a sound except for a grunt
or two. This went on for more than an hour and a half as he gently
stretched me and massaged my prostate from both inside and from without.
He was hard and dripping pints of pre-cum. I could tell he wanted to
fuck me so badly, but he was the very soul of patience. He finally
managed to get four of his huge fingers into me and gently expand my
anus by spreading them apart.

As dawn broke and the birds began twittering, he pressed his huge
slicked, oozing cock against my hole. His meaty head popped into me and
there was a moment of searing pain. I held my breath and slowly let it
out. He gradually worked his entire length into me. I grunted and
groaned as he worked his way into me. It was a strange sensation, I
felt full. It felt good to have him inside of me; it was like we were
becoming part of each other at last. When he was completely inside, he
kissed me, forcing his tongue into my mouth, fusing with me at the other
end too. Slowly, with this huge Bear on top of me, he began to change
back into a Werebear. I felt him growing and pulsing inside of me and I
cried out in pain. His muzzle over my mouth muffled the cry. He kissed
me long and deep and lovingly until my cries became soft grunts. I ran
my fingers through his luxurious pelt. All over his furry chest and
back. I drank in the strong pheromone laden musk and it was quite
effective; the scent made me even more horny, if that was possible. My
legs rubbed against the soft fur on the backs of his thighs and butt. I
realized in that instant that Bears, human or otherwise, are hedonists.
We seek pleasure for its own sake.

"It's OK, I'll stay still `til you get used to my size." He said as he
broke the kiss. He licked the tears out of my eyes and we kissed again
long and passionately. Eventually, it stopped hurting and I let him
know I was ready.

"I'm gonna start movin' inside of you, real slow like `til you get used
to the feel." He raised my legs and placed a calf on each of his huge
fur covered pecs. Slowly, gently he began to fuck me. I braced myself
by grabbing hold of the fur-covered pillars that were his legs just
above his knees. He fucked me with a rhythm that slowly built up speed.
Bestial grunts and growls came from deep within my ursine lover. I
groaned in a mixture of pleasure and pain. He lowered his muzzle to my
neck, bending me in half in the process and began licking and nibbling.
This evolved into pleasant biting.

Moving up to my ear, breathing heavily as he growled softly, he panted,
"I ain't never had a virgin afore. How am I doin'?" "You're fucking
fantastic you silly ol' Bear and you fucking well know it!" I said
breathlessly. He growled and smiled widely, his eyes flashed. Talking
back to him turned him on and gave me an idea. "I want you to fuck me
harder, Papa Bear. You big horny Bear stud. You MONSTER! You horse-
dicked, fuck-beast!" I grunted out the last, he was getting rough and
excited. I didn't know where I dredged up that stuff, but he liked it!
His eyes and nostrils flared. "I ain't never had no one call me Papa
afore... CUB! I like that. That fuckin' turns me on! You're a smart
assed little shit an' you're gonna get the shit fucked out of you!" he
said in a husky growl. "Fuck me HARD Papa Bear! Fuck your smart
mouthed Cub!" It was my turn to growl. "You're really askin' for it,
Cub! You're askin' to be split open by my monster Bear dick!" He
almost roared. He was loosing his rhythm. "I'm gonna cum in your tight
virgin ass, Cub." He grunted out. "Fuck me Papa, split me in two and
fuck my brains out. Fuck me as hard as you can and don't hold back, I
want it all! I want to grow up and become a big ol' nasty Papa Bear
just like you!"

That did it. He started banging me hard, growling and biting my
shoulder. He sunk his teeth deep into my flesh, growling. I could make
out some of the obscenities even with a mouthful of my shoulder and that
turned ME on. The pain in my shoulder fused with the pleasure inside of
me. His body trembled violently and quaked. He released his jaws from
my shoulder and roared at the ceiling as his orgasm and mine surged
through our bodies. He pumped what felt like quarts of cum into me,
with each thrust I could feel hot seed seeping out of me and slowly
flowing down my crack, onto my lower back. I shot my load all over his
furry chest and onto the furry underside of his muzzle: jet after jet of
thick white seed. His eyes were completely glazed as mine probably
were. His grunts and growling grew softer and less frequent. We both
panted. He moved my legs down and collapsed on top of me with his semi
hard cock still inside. For a long time he licked the wound he had
inflicted on my shoulder rubbing my cum into his fur as he did so. I
felt my shoulder tingling as he licked and the bite stopped bleeding,
slowly it closed up until just the bruise remained. I guessed Werebear
saliva heals minor wounds pretty quickly.

"That was fuckin' hot!" he said, "I ain't never made it with a Cub
afore. I can't wait go get you downstairs into my Den." "Den?" I said,
"I thought this was your `Den'." "It is! I have one for sleepin' an'
gentle, cuddlin' sex..." he smiled wickedly "an' one for rough, raunchy
nasty Bad Bear sex. I got a pissin' area an' lot's of leather an' toys
down there. But, that's for later... after the change, when you'll heal
faster from all the sore muscles an' Bear bites you'll get." There was
an impish gleam in his big brown eyes. He reached out with his long
Bear tongue and licked me like a puppy licks a kid's face. I giggled
just like one of those kids.

The thoughts of being in this Bear's "Dungeon" really turned me on, but
if this was "gentle, cuddlin' sex" for Werebears, I had BETTER be able
to regenerate if I was going to survive his other "Den". I was so spent
I only got semi hard thinking about it. I felt the warmth of his semen
beginning to spread throughout me until my extremities tingled. I asked
if that was a sensation that always happened when people had sex.
"No." he said "That's what the Change feels like an' you'll only feel
that again when you change to an' from your Bear shape." "But I haven't
changed." I said. "But you have." he smiled as he said it, "My Bear
cum is coursin' through your body as we speak, in your blood, changin'
every part of you at once." "But why don't I have fur and claws like
you?" I asked. "'Cause you don't, that's all!" he teased. He thought
for a while then started hesitantly. "I think your body has to get used
to what you're becomin'. Things can't grow too fast... I guess it's
kinda like puberty... I don't know, nobody's ever studied Werebears an'
how an' why we change. I'd jus' as soon they didn't. I don't want `em
knowin' we exist."

"It's good to be a myth, no one `spects that the big, furry Bear lookin'
guy really IS a Bear. Sometimes, we get mistaken for Big Foot; I get a
kick outa that! `Specially when you can get out of view an' ease into a
creek, real quick. Then you change back. When they catch up to you
alls they find is some big ol' furry guy skinny dipin', that embarrasses
the hell out of `em! An' sometimes they find a Bear fishin'." He
chuckled for a good while about that.
I started yawning and that set Dave off. He pulled out and patted my
rump saying, "You're one hot, smart assed, back talkin' little Cub." He
said. "An' you wouldn't have it no other way, neither!" I lowered my
voice and mimicked his speech patterns. He swatted me on the butt and
chuckled. "That's what I mean, right there!" We kissed long and
deeply.

He yawned some more and I turned my back to his fur-covered front
nestling down into this beautiful Bearman's fur coat. He threw a
blanket over us both, wrapped his big furry arms around me and we slept
together, contentedly, until early evening.

Four months later, almost to the day, I changed for the first time. To
celebrate Dave threw an orgy down stairs in his "Rough Housin' Den" with
just us Werebears in attendance. I'd gotten adopted into this small,
close-knit family of Werebears and was one of the "guys" now. I
belonged with them and I loved each one of them almost as much as I
loved Dave. But I was MADLY in love with Dave. I would move the world
for him and I know he'd do the same for me. I started thoroughly
enjoying my new body with ALL of my new family. I'm just horny enough
to keep Dave happy; Dave must be more horny than most Werebears! He
says he hasn't seen this much action in years, but he can handle it.

Two months after that wonderful day, I finally got down to the Bay Area
and got a job. The new confidence I had in myself won my boss over in a
heartbeat. I had hunted around for a job that allowed me to program at
home and telecommute most of the rest of the time; I only have to go to
the office once every week or so, sometimes I'd have to stay for a week,
but not often. I always stop off on the way back and get Dave and
myself a treat: cigars or pipe tobacco or something sinfully sweet and
fattening. I pick up treats and stuff for the others too. I've taken
up smoking a pipe and the occasional cigar; they always were a couple of
my favorite fetishes.

After all the empty yearning years, I have found true contentment and
love... and Dave swears he'll make me into one of the best damn
mechanics, from here to San Francisco, yet. He doesn't want me breaking
down on the road and being stranded unless it's serious. He was very
touched when I gave him my Dad's complete tool set. Dave was
speechless, but his smile and misty eyes spoke quite eloquently. "It's
like givin' me an heirloom from your Dad... like getting' a weddin' ring
or a gold watch." "Dad would be very happy for me, I found the love he
wanted for me. I'm sure he'd be happy to know his tools are in such
capable hands." I said to Dave. Dad always put great value on them and
Dave absolutely treasures them.

I've introduced Dave to the Internet in return for teaching me how to
fix a car and he's hooked. By the time I'm finished with him, he'll be
able to write code with his eyes closed! After all, time isn't as big
an issue when you live to be HUNDREDS of years old and by comparison,
Dave is still a kid.

He says he'll probably look 50 to 60 years old for the rest of his life.
He says it's different for each of us, some of us stop at 35 to 45
others look closer to 70; inside we all stop aging at about 30 or so or
rejuvenate back to that point if we're older than that when we're
changed.

They say the old fashioned service that gas stations used to give is a
thing of the past, well for the most part they're right, but Dave gives
me full service whenever I ask for it, no charge!